0000950123-11-078561.txt : 20110818 0000950123-11-078561.hdr.sgml : 20110818 20110818172622 ACCESSION NUMBER: 0000950123-11-078561 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20110818 DATE AS OF CHANGE: 20110818 GROUP MEMBERS: GEORGE SOROS GROUP MEMBERS: JONATHAN SOROS GROUP MEMBERS: ROBERT SOROS GROUP MEMBERS: SOROS FUND MANAGEMENT LLC SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CLICKSOFTWARE TECHNOLOGIES LTD CENTRAL INDEX KEY: 0001105841 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 000000000 STATE OF INCORPORATION: L3 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-60743 FILM NUMBER: 111045683 BUSINESS ADDRESS: STREET 1: 35 CORPORATE DRIVE STREET 2: SUITE 400 CITY: BURLINGTON STATE: MA ZIP: 01803 BUSINESS PHONE: 4083776088 MAIL ADDRESS: STREET 1: 35 CORPORATE DRIVE STREET 2: SUITE 400 CITY: BURLINGTON STATE: MA ZIP: 01803 FORMER COMPANY: FORMER CONFORMED NAME: CLICKSERVICE SOFTWARE LTD DATE OF NAME CHANGE: 20000209 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SOROS FUND MANAGEMENT LLC CENTRAL INDEX KEY: 0001029160 IRS NUMBER: 133914976 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 888 SEVENTH AVENUE STREET 2: 33RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10106 BUSINESS PHONE: (212) 872-1054 MAIL ADDRESS: STREET 1: 888 SEVENTH AVENUE STREET 2: 33RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10106 SC 13G 1 c21272sc13g.htm SCHEDULE 13G Schedule 13G

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. )*

CLICKSOFTWARE TECHNOLOGIES LTD.
(Name of Issuer)
Ordinary Shares, par value of NIS 0.02 per share
(Title of Class of Securities)
M25082104
(CUSIP Number)
August 8, 2011
(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

     o Rule 13d-1(b)

     þ Rule 13d-1(c)

     o Rule 13d-1(d)

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

Continued on following pages
Page 1 of 14 Pages
Exhibit Index: Page 10

 
 

 

                     
CUSIP No.
  
M25082104 
  

 

           
1   NAMES OF REPORTING PERSONS
SOROS FUND MANAGEMENT LLC
     
     
2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
  (a)   o
  (b)   þ
     
3   SEC USE ONLY
   
   
     
4   CITIZENSHIP OR PLACE OF ORGANIZATION
   
  DELAWARE
       
  5   SOLE VOTING POWER
     
NUMBER OF   1,490,366
       
SHARES 6   SHARED VOTING POWER
BENEFICIALLY    
OWNED BY   0
       
EACH 7   SOLE DISPOSITIVE POWER
REPORTING    
PERSON   1,490,366
       
WITH: 8   SHARED DISPOSITIVE POWER
     
    0
     
9   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
   
  1,490,366
     
10   CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
   
  o
     
11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
   
  4.87%
     
12   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
   
  OO, IA

Page 2 of 14 Pages

 

                     
CUSIP No.
  
M25082104 
  

 

           
1   NAMES OF REPORTING PERSONS
GEORGE SOROS
     
     
2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
  (a)   o
  (b)   þ
     
3   SEC USE ONLY
   
   
     
4   CITIZENSHIP OR PLACE OF ORGANIZATION
   
  UNITED STATES
       
  5   SOLE VOTING POWER
     
NUMBER OF   0
       
SHARES 6   SHARED VOTING POWER
BENEFICIALLY    
OWNED BY   1,490,366
       
EACH 7   SOLE DISPOSITIVE POWER
REPORTING    
PERSON   0
       
WITH: 8   SHARED DISPOSITIVE POWER
     
    1,490,366
     
9   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
   
  1,490,366
     
10   CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
   
  o
     
11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
   
  4.87%
     
12   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
   
  IA

Page 3 of 14 Pages

 

                     
CUSIP No.
  
M25082104 
  

 

           
1   NAMES OF REPORTING PERSONS
ROBERT SOROS
     
     
2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
  (a)   o
  (b)   þ
     
3   SEC USE ONLY
   
   
     
4   CITIZENSHIP OR PLACE OF ORGANIZATION
   
  UNITED STATES
       
  5   SOLE VOTING POWER
     
NUMBER OF   0
       
SHARES 6   SHARED VOTING POWER
BENEFICIALLY    
OWNED BY   1,490,366
       
EACH 7   SOLE DISPOSITIVE POWER
REPORTING    
PERSON   0
       
WITH: 8   SHARED DISPOSITIVE POWER
     
    1,490,366
     
9   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
   
  1,490,366
     
10   CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
   
  o
     
11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
   
  4.87%
     
12   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
   
  IA

Page 4 of 14 Pages

 

                     
CUSIP No.
  
M25082104 
  

 

           
1   NAMES OF REPORTING PERSONS
JONATHAN SOROS
     
     
2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
  (a)   o
  (b)   þ
     
3   SEC USE ONLY
   
   
     
4   CITIZENSHIP OR PLACE OF ORGANIZATION
   
  UNITED STATES
       
  5   SOLE VOTING POWER
     
NUMBER OF   0
       
SHARES 6   SHARED VOTING POWER
BENEFICIALLY    
OWNED BY   1,490,366
       
EACH 7   SOLE DISPOSITIVE POWER
REPORTING    
PERSON   0
       
WITH: 8   SHARED DISPOSITIVE POWER
     
    1,490,366
     
9   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
   
  1,490,366
     
10   CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
   
  o
     
11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
   
  4.87%
     
12   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
   
  IA

Page 5 of 14 Pages

 

                     
CUSIP No.
  
M25082104 
  
     
Item 1(a).
  Name of Issuer:
 
    
 
  ClickSoftware Technologies Ltd. (the “Issuer”).
 
    
Item 1(b).
  Address of the Issuer’s Principal Executive Offices:
 
    
 
  Azorim Park, Oren Building
 
  94 Em Hamoshavot Road
 
  Petach Tikva 49527 Israel
 
    
Item 2(a).
  Name of Person Filing
 
    
 
  The Statement is filed on behalf of each of the following persons (collectively, the “Reporting Persons”):
 
    
 
  i)     Soros Fund Management LLC (“SFM LLC”);
 
    
 
  ii)    George Soros;
 
    
 
  iii)   Robert Soros; and
 
    
 
  iv)   Jonathan Soros.
 
    
 
  This statement relates to Shares (as defined herein) held for the account of Quantum Partners LP, a Cayman Islands exempted limited partnership (“Quantum Partners”). SFM LLC serves as principal investment manager to Quantum Partners. As such, SFM LLC has been granted investment discretion over portfolio investments, including the Shares, held for the account of Quantum Partners. George Soros serves as Chairman of SFM LLC, Robert Soros serves as Deputy Chairman of SFM LLC, and Jonathan Soros serves as President and Deputy Chairman of SFM LLC.
 
    
Item 2(b).
  Address of Principal Business Office or, if None, Residence:
 
    
 
  The address of the principal business office of each of the Reporting Persons is 888 Seventh Avenue, 33rd Floor, New York, New York 10106.
 
    
Item 2(c).
  Citizenship:
 
    
 
  i)     SFM LLC is a Delaware limited liability company;
 
    
 
  ii)    George Soros is a United States citizen;
 
    
 
  iii)   Robert Soros is a United States citizen; and
 
    
 
  iv)   Jonathan Soros is a United States citizen.
 
    
Item 2(d).
  Title of Class of Securities:
 
    
 
  Ordinary Shares, par value of NIS 0.02 per share (the “Shares”).
 
    
Item 2(e).
  CUSIP Number:
 
    
 
  M25082104

 

Page 6 of 14 Pages

 

                     
CUSIP No.
  
M25082104 
  
     
Item 3.
  If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:
 
    
 
  This Item 3 is not applicable.
 
    
Item 4.
  Ownership:
 
    
Item 4(a).
  Amount Beneficially Owned:
 
    
 
  As of August 8, 2011, each of the Reporting Persons may be deemed to have become the beneficial owner of 1,538,666 Shares. As of the date hereof, each of the Reporting Persons may be deemed to be the beneficial owner of 1,490,366 Shares.
 
    
Item 4(b).
  Percent of Class:
 
    
 
  As of August 8, 2011, each of the Reporting Persons may be deemed to have become the beneficial owner of approximately 5.02% of the total number of Shares outstanding. As of the date hereof, each of the Reporting Persons may be deemed to be the beneficial owner of approximately 4.87% of the total number of Shares outstanding.
 
    
Item 4(c).
  Number of shares as to which such person has:
                 
    SFM LLC        
 
  (i)   Sole power to vote or direct the vote     1,490,366  
 
  (ii)   Shared power to vote or to direct the vote     0  
 
  (iii)   Sole power to dispose or to direct the disposition of     1,490,366  
 
  (iv)   Shared power to dispose or to direct the disposition of     0  
 
                
    George Soros        
 
  (i)   Sole power to vote or direct the vote     0  
 
  (ii)   Shared power to vote or to direct the vote     1,490,366  
 
  (iii)   Sole power to dispose or to direct the disposition of     0  
 
  (iv)   Shared power to dispose or to direct the disposition of     1,490,366  
 
                
    Robert Soros        
 
  (i)   Sole power to vote or direct the vote     0  
 
  (ii)   Shared power to vote or to direct the vote     1,490,366  
 
  (iii)   Sole power to dispose or to direct the disposition of     0  
 
  (iv)   Shared power to dispose or to direct the disposition of     1,490,366  
 
                
    Jonathan Soros        
 
  (i)   Sole power to vote or direct the vote     0  
 
  (ii)   Shared power to vote or to direct the vote     1,490,366  
 
  (iii)   Sole power to dispose or to direct the disposition of     0  
 
  (iv)   Shared power to dispose or to direct the disposition of     1,490,366  

 

Page 7 of 14 Pages

 

                     
CUSIP No.
  
M25082104 
  
     
Item 5.
  Ownership of Five Percent or Less of a Class:
 
    
 
  If this statement is being filed to report the fact that as of the date hereof the Reporting Persons have ceased to be the beneficial owners of more than five percent of the class of securities, check the following ☑.
 
    
Item 6.
  Ownership of More than Five Percent on Behalf of Another Person:
 
    
 
  The partners of Quantum Partners are entitled to receive, or have the power to direct, the receipt of dividends from or the proceeds of sales of the Shares held for the account of Quantum Partners, in accordance with their ownership interests in Quantum Partners.
 
    
Item 7.
  Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company:
 
    
 
  This Item 7 is not applicable.
 
    
Item 8.
  Identification and Classification of Members of the Group:
 
    
 
  This Item 8 is not applicable.
 
    
Item 9.
  Notice of Dissolution of Group:
 
    
 
  This Item 9 is not applicable.
 
    
Item 10.
  Certification:
 
    
 
  By signing below each of the Reporting Persons certifies that, to the best of such person’s knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having such purpose or effect.

 

Page 8 of 14 Pages

 

                     
CUSIP No.
  
M25082104 
  
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
         
Date: August 18, 2011  SOROS FUND MANAGEMENT LLC
 		  
  By:   /s/ Jodye Anzalotta  
    Jodye Anzalotta   
    Assistant General Counsel   
 
         
Date: August 18, 2011  GEORGE SOROS
 		  
  By:   /s/ Jodye Anzalotta  
    Jodye Anzalotta   
    Attorney-in-Fact   
 
         
Date: August 18, 2011  ROBERT SOROS
 		  
  By:   /s/ Jodye Anzalotta  
    Jodye Anzalotta   
    Attorney-in-Fact   
 
         
Date: August 18, 2011  JONATHAN SOROS
 		  
  By:   /s/ Jodye Anzalotta  
    Jodye Anzalotta   
    Attorney-in-Fact   
 

 

Page 9 of 14 Pages

 

                     
CUSIP No.
  
M25082104 
  
EXHIBIT INDEX
             
        Page No.  
A.
   Joint Filing Agreement, dated as of August 18, 2011, by and among Soros Fund Management LLC, George Soros, Robert Soros, and Jonathan Soros       11 
 
            
B.
   Power of Attorney, dated as of June 26, 2009, granted by George Soros in favor of Armando T. Belly, Jodye Anzalotta, Maryann Canfield, Jay Schoenfarber, Robert Soros, and David Taylor       12 
 
            
C.
   Power of Attorney, dated as of October 3, 2007, granted by Robert Soros in favor of Armando T. Belly, Jodye Anzalotta, Maryann Canfield, Jay Schoenfarber, and David Taylor       13 
 
            
D.
   Power of Attorney, dated as of October 3, 2007, granted by Jonathan Soros in favor of Armando T. Belly, Jodye Anzalotta, Maryann Canfield, Jay Schoenfarber, and David Taylor       14 

 

Page 10 of 14 Pages

 

                     
CUSIP No.
  
M25082104 
  
EXHIBIT A
JOINT FILING AGREEMENT
The undersigned hereby agree that the Schedule 13G with respect to the Ordinary Shares, par value of NIS 0.02 per share, of ClickSoftware Technologies Ltd., dated as of August 18, 2011, is, and any amendments thereto (including amendments on Schedule 13D) signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934.
         
Date: August 18, 2011  SOROS FUND MANAGEMENT LLC
 		  
  By:   /s/ Jodye Anzalotta  
    Jodye Anzalotta   
    Assistant General Counsel   
 
         
Date: August 18, 2011  GEORGE SOROS
 		  
  By:   /s/ Jodye Anzalotta  
    Jodye Anzalotta   
    Attorney-in-Fact   
 
         
Date: August 18, 2011  ROBERT SOROS
 		  
  By:   /s/ Jodye Anzalotta  
    Jodye Anzalotta   
    Attorney-in-Fact   
 
         
Date: August 18, 2011  JONATHAN SOROS
 		  
  By:   /s/ Jodye Anzalotta  
    Jodye Anzalotta   
    Attorney-in-Fact   

 

Page 11 of 14 Pages

 

                     
CUSIP No.
  
M25082104 
  
EXHIBIT B
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENT, that I, GEORGE SOROS, hereby make, constitute and appoint each of ARMANDO T. BELLY, JODYE ANZALOTTA, MARYANN CANFIELD, JAY SCHOENFARBER, ROBERT SOROS and DAVID TAYLOR, acting individually, as my agent and attorney-in-fact for the purpose of executing in my name, (a) in my personal capacity or (b) in my capacity as Chairman of, member of or in other capacities with Soros Fund Management LLC (“SFM LLC”) and each of its affiliates or entities advised by me or SFM LLC, all documents, certificates, instruments, statements, filings and agreements (“documents”) to be filed with or delivered to any foreign or domestic governmental or regulatory body or required or requested by any other person or entity pursuant to any legal or regulatory requirement relating to the acquisition, ownership, management or disposition of securities, futures contracts or other investments, and any other documents relating or ancillary thereto, including without limitation all documents relating to filings with the Commodity Futures Trading Commission and National Futures Association, the United States Securities and Exchange Commission (the “SEC”) pursuant to the Securities Act of 1933 or the Securities Exchange Act of 1934 (the “Act”) and the rules and regulations promulgated thereunder, including all documents relating to the beneficial ownership of securities required to be filed with the SEC pursuant to Section 13(d) or Section 16(a) of the Act and any information statements on Form 13F required to be filed with the SEC pursuant to Section 13(f) of the Act.
All past acts of these attorneys-in-fact in furtherance of the foregoing are hereby ratified and confirmed.
Execution of this power of attorney revokes that certain Power of Attorney dated as of the 16th day of June 2005 with respect to the same matters addressed above.
This power of attorney shall be valid from the date hereof until revoked by me.
IN WITNESS WHEREOF, I have executed this instrument as of the 26th day of June 2009.
         
  GEORGE SOROS
 		  
  /s/ Daniel Eule    
  Daniel Eule   
  Attorney-in-Fact for George Soros   

 

Page 12 of 14 Pages

 

                     
CUSIP No.
  
M25082104 
  
EXHIBIT C
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENT, that I, ROBERT SOROS, hereby make, constitute and appoint each of ARMANDO T. BELLY, JODYE ANZALOTTA, MARYANN CANFIELD, JAY SCHOENFARBER and DAVID TAYLOR, acting individually, as my agent and attorney-in-fact for the purpose of executing in my name, (a) in my personal capacity or (b) in my capacity as Deputy Chairman of, member of or in other capacities with Soros Fund Management LLC (“SFM LLC”) and each of its affiliates or entities advised by me or SFM LLC, all documents, certificates, instruments, statements, filings and agreements (“documents”) to be filed with or delivered to any foreign or domestic governmental or regulatory body or required or requested by any other person or entity pursuant to any legal or regulatory requirement relating to the acquisition, ownership, management or disposition of securities, futures contracts or other investments, and any other documents relating or ancillary thereto, including without limitation all documents relating to filings with the Commodity Futures Trading Commission and National Futures Association, the United States Securities and Exchange Commission (the “SEC”) pursuant to the Securities Act of 1933 or the Securities Exchange Act of 1934 (the “Act”) and the rules and regulations promulgated thereunder, including all documents relating to the beneficial ownership of securities required to be filed with the SEC pursuant to Section 13(d) or Section 16(a) of the Act and any information statements on Form 13F required to be filed with the SEC pursuant to Section 13(f) of the Act.
All past acts of these attorneys-in-fact in furtherance of the foregoing are hereby ratified and confirmed.
This power of attorney shall be valid from the date hereof until revoked by me.
IN WITNESS WHEREOF, I have executed this instrument as of the 3rd day of October 2007.
         
  ROBERT SOROS
 		  
  /s/ Robert Soros    
     
     

 

Page 13 of 14 Pages

 

                     
CUSIP No.
  
M25082104 
  
EXHIBIT D
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENT, that I, JONATHAN SOROS, hereby make, constitute and appoint each of ARMANDO T. BELLY, JODYE ANZALOTTA, MARYANN CANFIELD, JAY SCHOENFARBER and DAVID TAYLOR, acting individually, as my agent and attorney-in-fact for the purpose of executing in my name, (a) in my personal capacity or (b) in my capacity as President and Deputy Chairman of, member of or in other capacities with Soros Fund Management LLC (“SFM LLC”) and each of its affiliates or entities advised by me or SFM LLC, all documents, certificates, instruments, statements, filings and agreements (“documents”) to be filed with or delivered to any foreign or domestic governmental or regulatory body or required or requested by any other person or entity pursuant to any legal or regulatory requirement relating to the acquisition, ownership, management or disposition of securities, futures contracts or other investments, and any other documents relating or ancillary thereto, including without limitation all documents relating to filings with the Commodity Futures Trading Commission and National Futures Association, the United States Securities and Exchange Commission (the “SEC”) pursuant to the Securities Act of 1933 or the Securities Exchange Act of 1934 (the “Act”) and the rules and regulations promulgated thereunder, including all documents relating to the beneficial ownership of securities required to be filed with the SEC pursuant to Section 13(d) or Section 16(a) of the Act and any information statements on Form 13F required to be filed with the SEC pursuant to Section 13(f) of the Act.
All past acts of these attorneys-in-fact in furtherance of the foregoing are hereby ratified and confirmed.
This power of attorney shall be valid from the date hereof until revoked by me.
IN WITNESS WHEREOF, I have executed this instrument as of the 3rd day of October 2007.
         
  JONATHAN SOROS
 		  
  /s/ Jonathan Soros    
     
     
 

 

Page 14 of 14 Pages